Arkansas Code
Subtitle 3 - Corporations and Associations
Chapter 32 - Small Business Entity Tax Pass Through Act

§ 4-32-303. Limited liability company charged with knowledge of or notice to member or manager - (a) Except as provided in subsection (b) of this section,...

§ 4-32-304. Liability of members to third parties - Except for the personal liability for acts or omissions of...

§ 4-32-305. Parties to actions - A member of a limited liability company is not a...

§ 4-32-306. Limited liability company may render professional service — Nonprofessional employees and agents — Members and managers need not be employees, etc - No limited liability company organized under this chapter may render...

§ 4-32-307. Limited liability company may qualify as executor or administrator, or in other fiduciary capacity - A limited liability company engaged in the practice of law,...

§ 4-32-308. Professional relationship — Personal liability - All individuals rendering professional service may be personally liable for...

§ 4-32-309. Liability of limited liability company to third parties - Notwithstanding the limitations on liability contained in this subchapter for...

Subchapter 4 - Rights and Duties of Members and Managers

§ 4-32-401. Management - (a) With respect to persons other than members, management of...

§ 4-32-402. Duties of managers and members - Unless otherwise provided in an operating agreement: (1) A member...

§ 4-32-403. Voting - (a) Unless otherwise provided in an operating agreement or this...

§ 4-32-404. Limitation of liability and indemnification of members and managers - An operating agreement which is in writing may: (1) Eliminate...

§ 4-32-405. Records and information - (a) Unless otherwise provided in writing in an operating agreement,...

Subchapter 5 - Finance

§ 4-32-501. Contributions to capital - A limited liability company interest may be issued in exchange...

§ 4-32-502. Liability for contributions - (a) A promise by a member to contribute to the...

§ 4-32-503. Sharing of profits - Unless otherwise provided in writing in an operating agreement, each...

Subchapter 6 - Distributions and Withdrawal

§ 4-32-601. Sharing of interim distributions - Except as otherwise provided in §§ 4-32-602 and 4-32-905, distributions...

§ 4-32-602. Distributions on an event of dissociation - Upon the occurrence of an event of dissociation under §...

§ 4-32-603. Distribution in kind - Unless otherwise provided in an operating agreement: (1) A member,...

§ 4-32-604. Right to distribution - At the time a member becomes entitled to receive a...

Subchapter 7 - Ownership and Transfer of Property

§ 4-32-701. Ownership of limited liability company property - (a) Property transferred to or otherwise acquired by a limited...

§ 4-32-702. Transfer of real property - (a) If the articles of organization do not provide that...

§ 4-32-703. Nature of limited liability company interest - A limited liability company interest is personal property.

§ 4-32-704. Assignment of interest - (a) Unless otherwise provided in writing in an operating agreement:...

§ 4-32-705. Rights of judgment creditor - (a) (1) On application to a court of competent jurisdiction...

§ 4-32-706. Right of assignee to become member - (a) Unless otherwise provided in writing in an operating agreement,...

§ 4-32-707. Powers of estate of deceased or incompetent member - If a member who is an individual dies or a...

Subchapter 8 - Admission and Withdrawal of Members

§ 4-32-801. Admission of members - (a) Subject to subsection (b) of this section, a person...

§ 4-32-802. Events of dissociation - (a) A person ceases to be a member of a...

Subchapter 9 - Dissolution

§ 4-32-901. Dissolution - A limited liability company is dissolved and its affairs shall...

§ 4-32-902. Judicial dissolution - On application by or for a member, a circuit court...

§ 4-32-903. Winding up - Unless otherwise provided in writing in an operating agreement: (1)...

§ 4-32-904. Agency power of managers or members after dissolution - (a) Except as provided in subsections (c)-(e) of this section,...

§ 4-32-905. Distribution of assets - Upon the winding up of a limited liability company, the...

§ 4-32-906. Articles of dissolution - After the dissolution of the limited liability company pursuant to...

§ 4-32-907. Known claims against dissolved limited liability company - (a) Upon dissolution, a limited liability company may dispose of...

§ 4-32-908. Unknown claims against dissolved limited liability company - (a) A limited liability company may publish notice of its...

Subchapter 10 - Foreign Limited Liability Companies

§ 4-32-1001. Law governing - Subject to the Arkansas Constitution, the laws of the state...

§ 4-32-1002. Registration - Before transacting business in this state, a foreign limited liability...

§ 4-32-1003. Issuance of registration - (a) If the Secretary of State finds that an application...

§ 4-32-1004. Name - No certificate of registration shall be issued to a foreign...

§ 4-32-1005. Amendments - (a) The application for registration of a foreign limited liability...

§ 4-32-1006. Cancellation of registration - (a) A foreign limited liability company authorized to transact business...

§ 4-32-1007. Transaction of business without registration - (a) A foreign limited liability company transacting business in this...

§ 4-32-1008. Transactions not constituting transacting business - (a) The following activities of a foreign limited liability company,...

Subchapter 11 - Suits by and Against the Limited Liability Company

§ 4-32-1101. Suits by and against the limited liability company - Suit may be brought by or against a limited liability...

§ 4-32-1102. Authority to sue on behalf of limited liability company - Unless otherwise provided in an operating agreement, a suit on...

§ 4-32-1103. Effect of lack of authority to sue - The lack of authority of a member or manager to...

Subchapter 12 - Conversion and Merger

§ 4-32-1201. Definitions - In this subchapter: (1) “Constituent limited liability company” means a...

§ 4-32-1202. Conversion - (a) An organization other than a limited liability company may...

§ 4-32-1203. Action on plan of conversion by converting limited liability company - (a) Unless otherwise provided in writing in an operating agreement,...

§ 4-32-1204. Filings required for conversion — Effective date - (a) (1) After a plan of conversion is approved, a...

§ 4-32-1205. Effect of conversion - (a) An organization that has been converted under this subchapter...

§ 4-32-1206. Merger - (a) A limited liability company may merge with one (1)...

§ 4-32-1207. Action on plan of merger by constituent limited liability company - (a) Unless otherwise provided in writing in an operating agreement,...

§ 4-32-1208. Filings required for merger — Effective date - (a) After each constituent organization has approved a merger, articles...

§ 4-32-1209. Effect of merger - (a) When a merger becomes effective: (1) The surviving organization...

§ 4-32-1210. Chapter not exclusive - This chapter does not preclude an entity from being converted...

Subchapter 13 - Miscellaneous

§ 4-32-1301. Filing, service, and copying fees - (a) The Secretary of State shall collect the following fees...

§ 4-32-1302. Appeal from Secretary of State's refusal to file document - (a) If the Secretary of State refused to file a...

§ 4-32-1303. Definition of knowledge - A person has “knowledge” of a fact within the meaning...

§ 4-32-1304. Rules of construction - (a) It is the policy of this chapter to give...

§ 4-32-1305. Powers of Secretary of State - The Secretary of State has the power reasonably necessary to...

§ 4-32-1306. Severability - If any provision of this chapter or its application to...

§ 4-32-1307. Interstate application - A limited liability company organized and existing under this chapter...

§ 4-32-1308. Filing requirements - (a) A document must satisfy the requirements of this section,...

§ 4-32-1309. Correcting filed document - (a) A domestic or foreign limited liability company may correct...

§ 4-32-1310. Evidentiary effect of copy of filed document - A certificate attached to a copy of a document filed...

§ 4-32-1311. Certificate of existence - (a) Anyone may apply to the Secretary of State to...

§ 4-32-1312. Penalty for signing false documents - (a) A person commits an offense if he or she...

§ 4-32-1313. Tax status - A limited liability company and its member or members shall...

§ 4-32-1314. Governing law - (a) The liability of members, managers, employees, and agents of...

§ 4-32-1315. Full faith and credit - It is the intent of the legislature that the legal...

§ 4-32-1316. Repealer - All laws and parts of laws in conflict with the...

Subchapter 14 - Medical or Dental Limited Liability Company

§ 4-32-1401. Certification of registration - (a) A limited liability company formed under this chapter and...

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Arkansas Code Subtitle 3 - Corporations and Associations Chapter 32 - Small Business Entity Tax Pass Through Act

Arkansas Code
Subtitle 3 - Corporations and Associations
Chapter 32 - Small Business Entity Tax Pass Through Act